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AFS3E19 The Final Battle: Part 1
Plot On Galvan Mark II, Myaxx tells Azmuth that they have information on the previous night's break-in. Only one item, Azmuth's incomplete Ultimatrix, was stolen, and Albedo stole it. In a cave, Albedo finishes the Ultimatrix under Vilgax's supervision. He tries to turn into a Galvan, but as Ben does not have Grey Matter unlocked, he cannot. Vilgax says that he doesn't want the Omnitrix anymore, so he will help Albedo take it and kill Ben. In Ship, Gwen and Kevin chase a ship to rescue Ben from Kraab. Ship fires on Kraab's ship but doesn't damage it. They fly up to it and break in. Inside, they are ambushed by Kraab. Kevin attacks him but is grabbed. He manages to knock down Kraab and tells Gwen to get Ben. He is tied up on the bridge. She breaks him free, but cannot remove the boot on his Omnitrix. Kevin flies through a wall and Kraab follows. Ben runs at Kraab, grabs his keys, and opens the boot. He turns into Big Chill. Kraab accidentally shoots the autopilot. Kevin tries to fly the ship, but it enters an asteroid field. Kraab and Big Chill fight. Big Chill freezes Kraab, but he breaks free and attacks Big Chill. The ship heads towards a giant asteroid. Gwen creates a giant mana shield to protect the ship from asteroids. Big Chill re-freezes Kraab and goes to Kevin. Big Chill tells Gwen and Kevin to go to Ship and they run. He phases outside and turns into Jetray. Jetray starts blowing up asteroids, but fails to destroy a large one. Kraab's ship blows up. Jetray flies to Ship, goes inside, and turns into Ben. Ben says that he messed up and let Kraab die, but Gwen reveals that she and Kevin saved him. On Earth, Kevin drops Gwen and Ship off at Julie's house to study. Kevin goes to Ben's to watch Sumo Slammers, but quickly gets bored and leaves. While driving, Kevin encounters Albedo, who turns into Diamondhead. Diamondhead and Kevin fight, and Diamondhead defeats Kevin. Diamondhead brings Kevin back to his lair and turns back into Albedo. Vilgax tells Albedo that Ben is helpless without his friends, so they will defeat him by taking them away. Gwen calls Ben and asks where Kevin is, as he was supposed to pick her up an hour ago. He says that he has no idea. Walking home, she sees Kevin's car, wrecked, and gets nervous. The police say that the car was abandoned. Gwen finds a Diamondhead crystal and runs off. She runs into Albedo, who turns into Swampfire and defeats her. In the Rustbucket, Max is ambushed by Albedo as Spidermonkey. He escapes. Spidermonkey turns into Rath and looks outside. He runs off, having not found Max. Max goes to Ben's room and tells him about Albedo. Albedo appears on Ben's TV and says that he has Gwen and Kevin. Ben gets angry. Albedo sends his coordinates to the Omnitrix and tells Ben to hurry. Max says that it is a trap, but Ben leaves anyway. Jetray flies to the mine where he found Tiny and turns into Ben. Albedo comes out and turns into Humungousaur, as does Ben. Albedo says that the Ultimatrix has new features and evolves into Ultimate Humungousaur. Humungousaur and Ultimate Humungousaur battle, and Ultimate Humungousaur wins, shooting missiles at Humungousaur. Vilgax and an army of robots arrives and stops Ultimate Humungousaur from killing Humungousaur. He demands the Omnitrix in exchange for Gwen and Kevin. Humungousaur removes the Omnitrix, turning into Ben, and gives it to Vilgax. Impact *Vilgax obtains the Omnitrix *The Ultimatrix and Ultimate Humungousaur are introduced *Kraab and Myaxx are introduced in Alien Force *Ben transforms into Big Chill and Humungousaur for the final time in Alien Force Ultimate Humungousaur AF.PNG|Ultimate Humungousaur|link=Ultimate Hunungousaur Characters Characters *Myaxx *Azmuth *Kevin Levin *Ship *Gwen Tennyson *Ben Tennyson *Max Tennyson Villains *Albedo *Vilgax *Kraab *Vilgax's Bioids Aliens *Big Chill *Jetray x2 *Diamondhead (Albedo) *Swampfire (Albedo) *Spidermonkey (Albedo) *Rath (Albedo) *Humungousaur (Albedo) *Humungousaur *Ultimate Humungousaur (Albedo) Category:Episodes Category:Alien Force Episodes Category:Second Vilgax Arc